iMovie Night
by thebasketcase1323
Summary: Sam, Freddie, and Carly hold one of their infamous movie nights. When Sam makes a less than kind remark about Freddie, he decides to prove just how wrong she is. One Shot turned Multi-Chap Only 18 PLEASE! Both characters are over the age of 18 for the record.
1. Chapter 1

Authors Note: Hey everyone, this is my first story on . I have written a quite lengthy story that goes along with this but I won't start putting it up unless I get a positive response to this! My long fic is rated T. It will NEVER be rated M. If and when I do post any more M rated fics, I will post them as separate stories, even if they tie in with my main fic. I want to make sure anyone can read the fic I have been working on. So review! Let me know if I should start posting my long fan fic or if I should just give up as a writer all together- lol. Anyways, I just wanted to say that I know some of you might think it's a little weird that Freddie and Sam just jump into this but I wanted to point out that this story was pulled out of my much longer fic so in this case, the relationship (of sorts) has KIND OF been established by this point. Also I have always thought that Sam would enjoy a more controlling Freddie in the bedroom but only when she fully trusts him. So for anyone who agrees with that sentiment I just wanted to say that this is also already addressed in my much larger fic! Also, please review. I'm new at this so I would really appreciate and constructive criticism. Also if you see mistakes please let me know! Anyways, I do not in any way own iCarly or the Notebook. With that, I will stop ranting and let you read on!

It was movie night, and for once, Sam was not the one who chose the film. Which in Freddie's mind was a huge mistake. Sam always chose movies she knew they would all enjoy. Carly on the other hand, didn't seem to consider anyone's tastes but her own when she popped in what Freddie and Sam knew by now to be her favorite movie: The Notebook. Something about Ryan Gosling got both the girls in a tizzy. Well, not something about him. Freddie knew exactly what it was that drew the fan-girls in screaming. Regardless of the magnetism of Ryan Gosling's abs (and other parts), it seemed Sam was just as disappointed with Carly's predictable pick. Don't get him wrong, Freddie was capable of enjoying a good romantic comedy. It was the fact that they had seen this particular one about a thousand times.

'Well, here goes 1001.' Freddie thought to himself bitterly.

"Carrrlllyyy," Sam whined "we've seen this movie a thousand times. You ALWAYS pick it. Can't we please watch something else for once?"

"Sam, you love Ryan Gosling, and in this movie we get to see him shirtless. So just shut it." Carly snapped.

Sam stopped herself from spouting the snarky reply she had prepared. She knew that this was the last movie Carly had seen with her mom before she had died. It was about more than Ryan Gosling's abs for Carly. It was a memory to cling to and Sam could respect that. Hell, Sam had experience in that department.

Freddie didn't know this little detail about Carly yet. He was their closest friend, but that didn't mean he was privy to all the little talks she and Carly had shared in the years following Mrs. Shay's death. There were just some things that Carly thought only Sam would understand. So, when Freddie started in on Carly for her choice, Sam made sure to step in- even if the thought of watching The Notebook again made her want to shove something sharp into her eyeball.

"Carly, why do you always pick this movie? It isn't even very good. There are plenty of movies with Ryan Gosling. Can't we watch one of those? Please?" Freddie's voice almost sounded whinier than Sam's. Almost. Hearing him beg did all sorts of things to her. It would've been kinda cute too if his comment hadn't almost brought Shay to tears.

"Listen Fredbag, it's Carly's choice, alright? End of discussion. Just because you don't want to sit around comparing your inadequacies to the god that is Ryan Gosling doesn't mean Carly isn't entitled to. If you have a problem, go watch Galaxy Wars in your room under your dorky Galaxy Wars covers." She knew it was harsh. She also knew it was absolute bullshit. From experience, it was Ryan Gosling who should be envious, and that took a lot of effort for Sam to say. I mean, we were talking about Freddie, here. The king of the nerds so to speak.

Anyways, she was just glad Carly hadn't picked up on her slip up about Freddie's Galaxy Wars sheets. It wasn't like Sam had ever been in his bed or anything, so how would she know, right?

Sam glanced at Freddie as Carly turned her attentions back to the DVD player. She wanted to survey the damage she had done. Freddie looked hurt to say the least. He also looked extremely confused.

She shot him an apologetic look. The one she had given to him many times before. The one that said it had nothing to do with him and everything to do with Carly. He didn't really seem to understand, but the hurt puppy look he had sported seconds before slowly receded.

45 minutes later and Sam was already regretting being roped into watching this movie yet again. Her gaze met Freddie's where he sat on the floor and she could tell they were thinking the same thing. Suddenly, Sam saw a spark light up Freddie's eyes. The look he was giving her made her downright nervous as hell. She couldn't really tell what he was thinking. Just that it wouldn't be good for her.

"Hey Carl's," Freddie casually stated, 'It's not exactly comfortable here on the ground and I'm getting kinda cold. Mind if I grab a blanket and join you chicas on the couch?"

"Of course not, Freddie. You should have said something sooner."

Freddie stood up and grabbed the soft blanket that had been thrown haphazardly on a nearby chair earlier in the evening. He trudged over to the girls. Carly had already made a seat for him next to her but he surprised them both by lightly shoving Sam over to make room for himself on the opposite end of the couch- away from Carly. Carly looked absolutely befuddled by this new development. Wasn't Freddie supposed to be in love with her?  
'What the hell does he think he's doing?!" Sam thought to herself (and she wasn't shy about portraying these thoughts to him when she pinched him- hard) 'He's supposed to act like nothing's changed. Carly isn't stupid. She'll figure out what's going on if dorkwad over here suddenly stops acting like the lovestruck obedient puppy.'

Freddie looked absolutely unaffected by the looks both iCarly leading ladies were throwing in his direction. He casually tossed the blanket over the three of them and seemingly settled in to finish out the movie. Sam relaxed a little as Carly became once again enthralled by the romance on the screen.

" _They didn't agree on much, in fact, they rarely agreed on anything. They fought all the time and they challenged each other every day, but in spite of their differences, they had one important thing in common, they were crazy about each other."_

Sam almost jumped out of her seat. What felt like a hand had found its way under the covers and was currently resting on her bare knee. She knew it was Freddie's hand, but she was shocked so much by his audacity that she briefly thought it just had to be someone else's palm. She calmed herself. They hadn't set any rules for this thing they had going. They had just agreed that Carly should, under no circumstances, find out. At least not yet. And it didn't look like Freddie was breaking any rules. Carly couldn't tell where his hands were underneath the blanket. Sam struggled to keep her attentions focused on the screen in front of her. Was it suddenly hot in there, or was that just her?

She knew it had been a bad idea to wear his boxer shorts as pajamas to their little movie night. She always wore boxers to bed, Carly knew this, so it wasn't like she was questioned about it or anything. And she didn't have any clean ones to wear (ok, maybe it had more to do with the fact that they smelled like Freddie. So what? Sue her)! She knew she was playing with fire with her wardrobe choice. She had already been turned on just by the idea of wearing them- especially in front of the oblivious Carly Shay. When she had walked into the Shay's apartment earlier that day, the look on Freddie's face had been priceless. She had been about to drag his ass out of there right then and take him roughly against the hallway wall when Carly had come down the stairs to start movie night. So, Sam had reigned it in. By the time they got around to actually watching the movie, all thoughts of the boxer shorts she was wearing went out the window. That was, until now. Until Freddie's hand decided to rest itself on her knee. All of a sudden she was all hot and bothered again, and she just knew Freddie had done this on purpose. She shot him a murderous glare but all he returned was an innocent smile before turning his gaze back toward the movie.

Just when Sam thought she had control over herself once more, she felt Freddie's hand start to lightly squeeze her knee. She looked at his face. He (frustratingly) showed no signs that anything Unusual was happening below the blanket. Sam let out a light breath, almost forgetting how to breathe completely when Freddie's hand started slowly traveling up her thigh. His hand came to rest at the edge of his own boxer shorts and he started to play with the hem. Sam had to remind herself to take breaths, in fear of passing out just from his touch. She quickly glanced over at Carly to find Shay was too busy drooling over Gosling's abs to pay her any attention. She laid back a little into the couch as his hand lightly touched just under where the boxer shorts stopped. Sam snapped out of her reverie. This was going too far. She shot a hand under the blanket as discreetly as she could and stopped Freddie's mind-blowing, but poorly timed progress in its tracks. She tried to shove his hand away but he would not budge. He looked her in the eye for the first time since all of this had started. His eyes had a humorous glint to them but she could tell he was also tryting to let her know that she could trust him. She wasn't so sure, but it didn't seem like she had much of a choice at this point- unless she wanted to blow their whole secret to Carly. So, reluctantly she lifted her hand away. In all honesty, she knew he would have stopped if she had shown any more hesitation. But there was something exciting about doing this right in front of their best friend. A sort of forbidden-ness to the whole thing. Or maybe she just liked knowing that while he had his hand down her pants, Shay was next to her thinking Freddie wanted her. She hated to admit it but it made her even hotter than she already was. Come to think of it, Freddie made her hot just by smirking at her. Something tonight though had her already pressing her thighs together and made it particularly hard for her to stop him. What Freddie didn't know yet- a secret Sam had been hoping to keep- was that Sam had a sort of a… 'thing' for soft blankets. She had always loved the feeling of soft things. Whenever she had a 'dream' about Freddie under one of her soft blankets she always woke up with soaking wet sheets and a sweaty body, and it happened 100 times more often than when she slept under normal sheets. It had always been that way. If it was soft, she would get her hands on it. So when Freddie put that blanket over her bare skin he had no idea he was setting them both up for one of the hottest encounters they had yet to experience. As Freddie's hand continued up her leg he stopped short at the feeling of her wetness already leaking halfway down her thigh. He kept his eyes on the screen but the startled look told Sam enough. She was shocked they were both still sitting here when they could easily be halfway to his extremely dorky Galaxy Wars bed spread by now. Freddie schooled his features as he coated his fingers in her wetness, sliding his middle finger in slow circles on her slick thigh before continuing up her leg. By this point, Sam was practically squirming out of her seat, needing the relief she was sure would be coming any second with how hot she already was. But just before he reached her pussy he stopped moving his hand completely. He just rested it right at the edge. Just short of where she needed him to be. She continued to squirm, letting an indignant growl escape her lips.

"Sam, are you okay?" Carly questioned, concerned. Sam was sure she was flushed beyond belief and was surprised she could even reply to Carly.

"Uhh y-ya Carrlyyy. Just… angry at Allie's mom for not giving her Noah's letters." She managed to stammer out, surprised at her own ability to come up with that lie under the current circumstances. She may have even been proud of herself it Freddie weren't still teasing her relentlessly. Carly turned around seeming to accept her friend's somewhat strange answer. Sam bit her lip, still trying to work her hips in a way that would provide even the littlest bit of friction. Freddie, meanwhile, played the oblivious angel, diligently watching the screen.

Sam shoved her hand back under the blanket, hardly caring if she was discreet or not anymore, and put her hand over Freddie's for the second time that night, daring him to stop her from what she was about to do. He glanced in her direction before he consented and allowed her to roughly move his hand right where she needed it. She struggled not to let out a moan and instead let out a soft sigh of relief- cut short when Freddie's hand started to move. She let out a strangled gasp and was surprised when Carly showed no signs of noticing. Freddie's hand was moving in slow, torturous circles on her clit. Providing just enough pressure to cause a renewed and invigorated wetness but not enough to enact any real pleasure. Sam whined internally at this unfair teasing. She couldn't do anything to make him advance without drawing attention to their predicament. She just had to wait. Finally, he apparently decided he had worked her up enough for he slowly started to slide one finger down her pussy lips. He just barely dipped in. making sure to keep two fingers pressed firmly on her clit. She bucked up into his hand, no longer in control of her body. Sam would have shot him an angry look for making that happen if she weren't so completely enthralled in what his hand was doing to her. Freddie, for his part, kept his eyes glued to the movie, not wanting to risk suspicion from Carly. Sam practically keened as Freddie's pointer finger finally plunged into her. Her hips involuntarily bucked up. So hard, it would have been a miracle if Carly hadn't noticed. But, of course, Sam wasn't lucky enough for miracles.

"Sam, what's going on? Are you sure you're ok? Your face is all red." Carly questioned.

"J-just feeling a l-little under the weather." Sam managed as Freddie continued to move inside of her, unable to keep the huskiness out of her voice.

"You sound weird Sam. Maybe you should go lie down upstairs." Carly said hesitantly, worry evident in her tone. Sam was so far gone she knew she had to get away from there and finish this herself, for it seemed the asshole to her right refused to do it for her.

"Uh, ya maybe that's-"

"No!" Freddie practically shouted. "Uh,… I mean, why doesn't she just finish out the movie with us. This is practically what she would be doing upstairs anyways, she just would be around friends down here." Freddie barely covered.

"I guess you're right, if that's okay with you, Sam?" Carly stated. Sam felt Freddie's hand remove itself from her and a vice like grip was placed slightly further down her thigh. Despite her anger at him for not letting her go, she couldn't help the small buck her traitorous hips made at the feeling of his hand departing. She wasn't going anywhere.

With an (internal) frustrated whine, she consented. Carly still looked concerned but returned her attention to the movie. Freddie's hand immediately took its rightful place at Sam's entrance, two fingers pushing into her clit as his pointer once again began plunging in and out of her. She felt the blanket sliding against the bare skin on her thigh and nearly lost it, just barely with it enough to control herself in front of Carly. With wanton abandon, she attempted to get Freddie to give her more, placing her hand over his and pressing down firmly. The pressure only lasted a millisecond as Freddie immediately tore his hand away from her soaking pussy. She stopped herself in the middle of a whine as he gave her a stern look. She put both of her hands above the blanket before he finally relented and went back to his ministrations. This time, he stuck a second finger inside of her as he gave her clit a hard pinch.

"Oh, God!" Sam moaned.

"Sam…?" Carly gazed at her friend, confused and curious at the same time.

I-i-it's n-nothing. Sss-ah-eriously Carl's. J-just admiring G-gosling's Ah-abssss." Sam stuttered, not even pretending she could control her voice any longer. Carly continued to stare at her friend. Sam was stuck in an internal battle. Half of her prayed he would stop so she could save face with Carly, but the other half hoped to God he wouldn't stop working her up to what she was sure would be the best orgasm of her life. His hand movements didn't even falter, continuing to give Sam a work over she would never forget. Sam's eyes rolled into the back of her head as she ground her hips up into his hand.

Carly could have sworn she knew what was happening to Sam. Not that she would really know. But-… there was no way that could possibly be what was going on! Carly turned her gaze onto Freddie who seemed oblivious to the whole situation, caught up with the action on screen.

"Freddie…?" Carly prodded hesitantly.

Freddie glanced at Carly and then at Sam before shrugging his shoulders in Carly's direction, the shadow of a smirk crossing his features (though Carly didn't notice).

'It must be something else,' Carly told herself. 'There's just no way. It's just a fever or something.' Carly finally convinced herself. Too afraid to move Sam from her current position, Carly blocked Sam out and settled back down to watch the rest of the movie. Though she was fully prepared to fetch her brother if Sam got any… worse. Sam on the other hand, was no longer even aware of Carly's presence. She was completely lost in what that (somehow) skilled hand was doing to her. He rubbed at her clit in quick small circles pinching it every now and then with his thumb and pointer finger while his other three fingers hammered deep into her pussy. He kept up a steady rhythm but he didn't know how much longer he could keep this up. He could feel how close she was. He started to hook his fingers in a come-hither motion every time he reached her depth. Sam ground her pussy into his hand on each downward thrust, hips coming almost completely off the couch. She felt her walls starting to clench around him. So close, she could almost taste it. The pleasure she felt as he continued to grind his hand into her forcefully was already better than any orgasm she had ever had. Her hips pushed up into him jerkily as she pushed herself higher and higher toward release. She was sure she was making the most obvious sounds by now but she couldn't even begin to form thoughts- let alone control her vocal chords. Freddie pushed deeper into her pussy, shoving his fingers in further than ever before, this time twisting her clit slightly as he pinched it. This little adjustment catapulted her over the edge, her release coming in a wave more intense than she thought possible. Her inner muscles spasmed uncontrollably. The orgasm ripped through her, wracking her body with such nuclear pleasure she was sure she would pass out. Her legs straightened out and her toes curled as she raspily moaned out her pleasure. She didn't know how much more of this she could take. Freddie's fingers moved slightly inside of her, causing her already intense orgasm to vigorously and violently reach new heights. She felt Freddie's hand accidentally pull her boxer's slightly down her hips, causing the blanket to come in direct contact with the small tuft of hair between her legs. She just barely contained a scream, hips forcefully bucking in response- her pussy squirting out cum. Finally, the soft satisfaction of completion came over her. She still felt the waves of her orgasm as she came down from her high, but she was also suddenly aware of her surroundings. She wiped her slightly sweaty forehead and turned bleary eyes toward Freddie who currently had a shit eating grin on his face. Sam became worryingly and embarrassingly aware of Carly's presence in the room. Her best friend's face was slightly pink but other than that she seemed intent on focusing on the movie and nothing else. Sam could smell her own sex as Freddie's hand slid out of her, shocking her into yet another orgasm, this one much less intense than the last. A final soft moan escaped her lips as she settled in to finish out what was left of the movie. Perfectly content and satisfied, although still a little out of it Sam should have gotten up. Excused herself to the bathroom maybe. The soft blanket she had found so hot minutes before was now just an uncomfortable and slightly wet nuisance. But she knew there was no way her legs would be able to support her right now, or even within the foreseeable future. She was fuzzily aware that the boxer shorts she had "borrowed" from Freddie were soaked in her cum, but she couldn't be bothered to give a damn in the moment so she curled up under the blanket and watched Ryan Gosling win back Rachel McAdams.

After the movie had (tearfully) wrapped up, Sam somehow got herself up to Carly's bathroom without the girly brunette noticing. It seemed Carly had either really been oblivious to the whole thing or was lying to herself about what had been going on under the blanket. Either way, Sam could care less. Their secret was still safe. As she removed his sticky, wet boxer shorts and took out a spare pair she kept in Carly's room, she felt the familiar buzz of her phone. She reached into her bra and pulled it out, immediately seeing a text from Freddie.

 **Benson:** _ **Any inadequacies from me tonight? Didn't feel like it when you were cumming all over my hand I bet Gosling couldn't make you cum like that. BTW, the second we leave this apartment I'm gonna make you scream again. I'm gonna make you cum on my 'dorky Galaxy Wars sheets' so many times you'll be begging me to stop just to keep yourself from passing out.**_

 _ **Fuck you soon,**_

 _ **Freddie**_


	2. Chapter 2

_Hey guys, me again! Sorry its been so long! I've been traveling so much I didn't really have much time! Anyways, I'll cut to the chase. At the beginning of the last chapter I said iMovie Night was part of a series of one shots I had wrote in relations to a major multi-chap story I had written. I posted just one one-shot because I wanted to see how my first fic would be received. After posting, I got a few requests for a follow up chapter, and I couldn't help but write one! Funny thing about that though, my writing took quite an unintended turn and it just doesn't really fit with the story I wrote that it was originally connected too. So forget everything I said in the last authors note! I will still upload that story as well, but consider this one to be a completely unrelated thing! (It had too much story development in part two and the whole point of the one shots I wrote was to have harmless smut scenes cut out of a larger story so I could keep the larger story rated T. Therefore, too many emotional reveals and such will not due for the purposes of my other story. It just is moving the story forward a little too much (and too quickly) to fit in with the main story. Anywho, take that knowledge and do whatever you want with it (if I even made any sense). Oh, and just so you know, I feel REALLY bad for making Mrs. B so terrible in this fic! I don't really think of her as this totally evil person but she kinda comes off that way in this one. Oh well. Hope you enjoy chapter two of IMovie Night! (and as always please feel free to review and point out all my stupid mistakes! PLEASE!_

* * *

Her phone slipped out of her hand, hitting the tile floor and making that dreaded cracking sound as her knees practically gave out from under her. Oh, WOW. That text was H-O-T hot. No matter, the boy had gone too far this time. It was as simple as that. Sam gripped the edge of the bathroom sink, her knuckles turning white. Of course, he couldn't just leave things alone. She had been plotting her payback to begin with. Oh sure, she would have gone east on him considering… well, considering she hadn't exactly hated what he did back there in front of Carly. But now… now he'd be lucky if she didn't kill him. In fact, she already had some downright sinister ideas running through her head. He just had to go and rub it in.

'Well, the rubbing he can keep doing.' Sam joked to herself. Unfortunately for him, her jokes did nothing to alleviate the growing (and uncontrollable) rage she felt toward a certain ass of a tech producer. Oh, but what an ass… NO!... no. Regardless of his… assets (heh…) she was still absolutely furious with him. He thought he could just… do THAT to her and get away with it? WITHOUT losing a limb? Was he crazy?! He had to be absolutely out of his fucking mind! They had almost been caught! By Carly! Innocent, naïve Carly! Who knows how many years of intensive counseling they would have had to pay for if the poor thing had caught them…

Oh god, what if Spencer had walked in! He was definitely more… experienced than his younger counterpart. He would have made them right away. She didn't know whether he would have yelled or smirked, but either outcome would have been absolutely mortifying…

Oh, and Mrs. Benson! What if she had- well… Sam had to admit, she would have loved to see the look on Crazy's face when she realized her "Ickle Freddiekins" no longer ran away from girls screaming "cooties!" Sam shook her head regaining her focus. Even all that possible humiliation didn't matter to her now. No, he had crossed a line AFTER all that. Who did he think he was?! SHE was the one with the power in the- …in their relations. She had Benson wrapped around her little finger and they both knew it. Sure, his sudden streak of control this evening had been… cute, but it was nothing more than an anomaly- a one-time thing. That text though… grrrrr. Like he had some type of control over her? It was utterly laughable. He simply wouldn't get away with it. Oh he was in for it, alrigh-

"Sam?!..." Carly called up the stairs.

Sam snapped out of her internal rant, abruptly coming back to reality.

"Ya, Carly I'll be down in a minute!" Sam snapped rather harshly. It wasn't her fault. She was just lashing out at the nearest living thing. Unfortunately, it would clearly be Shay who would get in her cross-hairs if she didn't get out of that apartment soon. Sam took a deep breath, attempting to calm down. She looked up into the mirror and tensed up- her reflection somewhat frightened her. Her hair had the slightly mussed up quality of someone who had done something naughty, her face was still incredibly flushed, and the look in her eyes was murderous. But Carly Shay could not see her like this, so Sam did what she does best. She combed her fingers through her hair (to make it somewhat presentable) and squashed down her emotions, hiding them behind a mask of indifference. She took one more deep breath and forced herself to loosen her grip on the bathroom sink.

That was when she noticed the edge of her phone sticking out from below the sink on the floor. With a sense of impending doom she bent down and got on her hands and knees, reaching out underneath the cabinet to pick it up. The cracking sound she had barely registered earlier had been just as foreboding as she had thought. Running down the length of the screen was a rather large crack. Now, Sam could have done the mature thing and admit to herself that this unfortunate occurrence had really been her fault. She _was_ the one who dropped it. However, that thought didn't even cross the outraged girl's mind. So she chalked it up as another thing to get payback for and stomped her way out of the bathroom, slamming the door behind her. Rushing down the stairs, taking the steps two at a time, Sam wildly looked around the living room, ready to set her sights on the cocky son of a-

"Sam? What were you doing up there? You were gone for half an hour! I thought something was wrong!" Carly said, coming into Sam's line of sight and temporarily distracting her.

"Where's Freddie?" Sam practically growled out.

"Uhh- he left 20 minutes ago, something about an AP Euro debate he has on Monday… why? What did he-"

Carly stopped short and yelped as Sam shoved passed her and made a beeline for the door.

"Sam, wait!" Carly cried.

Sam had enough presence of mind to realize Carly was calling after her so she reluctantly forced herself to stop her mission and turned abruptly on her heels to face her best friend.

"What, Shay?" Sam said in exasperation at being stopped, rocking back and forth from foot to foot itching to get revenge.

"What's wrong with you? First you were acting all… weird during the movie, then you rush upstairs like something's chasing you, and now your just running out the door! What happened?" Carly questioned.

"It's nothing Shay. I'm just not feeling well, OK? Can't you just leave it alone?!" Sam spat in increased frustration.

"No! Something is going on and no one will tell me what it is! You and Freddie are both acting weird and whenever I ask about it you guys either ignore me completely or get all mad! I didn't do anything wrong! I just want to know why my best friends aren't talking to me anymore! I can't keep pretending there isn't something going on when I know there is!" she screamed. "I thought we said no more secrets. I've been nothing but honest with you guys! What's made you keep something from me all of a sudden?" Carly Shay's voice had dropped down to a whisper and she looked most certainly on the verge of tears. A rush of guilt overcame Sam at the solemn, defeated, and slightly confused look on her best friend's face.

"Look, Carls. We're just fighting," (which was technically true- right?) "It's nothing. I just want to get out of here for a while, OK? Listen, if we don't work it out, I'll come to you. Just give us some time to figure it out for ourselves. Shay, you're very good at being the moderator when we argue but we have to learn to work things out by ourselves, OK?" Sam simply stated.

Carly peered through watery eyes at Sam, dumbfounded by her friend's sudden maturity.

"Well… okay. But you promise me there is nothing else going on? You're just… fighting. Right?" Carly was still slightly suspicious of her friends but she couldn't really put a finger on what it was. She just knew they were lying to her about… SOMETHING and she was determined to figure it out- even if Sam refused to tell her.

Sam struggled with what to tell Carly. So far, she had avoided making any promises. If she did this, she would officially be lying to the friend that had always been there for her. I mean, on the first day they met Carly had even covered for her when she had been caught putting toothpaste in the earbuds of their teacher's headphones. She felt awful about being dishonest. But she just wasn't ready to tell her about Freddie. It was still so new and she didn't want to ruin it by telling people. She wouldn't kid herself into believing she actually wanted a no strings attached thing. The fact that she was so intent on keeping it just between them spoke volumes about her more than friendly… thoughts toward the techy nerd. No, she liked him, and it took a lot of effort to stop the instinctual denial that came along with that statement. That was why Carly couldn't know yet (or at least that is what she told herself)- it was just too… important. If she were really honest with herself though, she would admit that she hadn't shared this with Carly because she was still insecure in the situation. She couldn't help but think that maybe, just maybe, Carly would finally realize what she had missed out on when she found out Freddie was no longer available, and a small part of Sam was terrified he might just go back to his childhood unrequited love. It was ridiculous. Sam knew that. Her brain was well aware that she sounded like a mental patient with such thoughts, but it wasn't so insane to think that he would choose Carly was it? Shay definitely deserved him more than her. So many people had left her before, why would Freddie be any different?

Sam braced herself and looked Carly right in the eye.

"Carly, I promise nothing else is going on."

Sam wasn't one for hugs but the look of cautious relief on her friend's face compelled her to pull Shay in for a much need, friendship affirming squeeze. She pushed down the guilt that threatened to choke her and focused her attentions on Carly who was now speaking to her.

"Oh, good! I really was convinced something was going on behind my back. I thought I was losing you guys as friends! But if you promise nothing is going on I guess I can calm down and stop my crazy paranoia." Carly laughed a little hysterically. "Do you wanna stay over? You look like a mess- no offense. We could have a girl's night of sorts…? Carly prodded.

As much as Sam really wanted to reassure Carly of their friendship and spend some much needed girl time with her best friend, she also had to talk to Freddie about what happened (or kill him- whichever came first) so she reluctantly declined.

"Nah, Carls I think I just need a nice shower and a nap. I wouldn't be much fun anyways. I'll come over tomorrow, okay?"

"…Well, okay. We can do it another night." Carly gave up, ignoring the speck of suspicion seeping in at Sam's words.

Sam now stood in the hallway between Carly and Freddie's apartments. Seeing the door to his home brought back all of her anger toward the nerd. Clenching her fists she plastered an innocent smile (devious implications implied) on her red face and rapped her knuckles on the door. She hit it with such force it threatened the nail holding the apartment number to the entrance.

Next thing she knew she was standing face to face with her favorite person in the whole wide world- Marissa Benson. Now, wasn't it ironic that she could hate one woman so much, and yet, that same woman was also responsible for bringing her _actual_ favorite person into the world? Sam would laugh if only it were even slightly funny. Mrs. Benson looked at Sam as if her day had been completely ruined.

"Hello, dear. What are you doing here?" Mrs. B was the type of person who acted innocent as fuck, making her little jabs and comments speed right passed you in a sickly sweet manner until you weren't even sure if she had said anything offensive at all- hell, maybe she had even been complimenting you! If Sam hadn't been well acquainted with this fact about her Arch Nemesis, she may have missed the snide undertones and the slightly disapproving tilt to Marissa's mouth that Sam knew meant she regretted having opened the door without looking through the peep hole first.

"Well, Marissa (she refused to call her by her last name), what do you think I am here for? I am certainly not here to see you." Sam drawled in a honey coated tone, knowing full well she was only making the situation worse. Mrs. Benson may act innocent in the presence of company, but private words with Sam seemed to bring out the less subtle and rarer version of her act. When provoked, Sam was quick to learn, her words could sting like a bitch.

"Now you listen here young lady, for some unfathomable reason my Freddie bear actually considers you to be a… friend. I can't seem to stop him from that, but I certainly will not let you come into this house with your delinquent attitude and set such a bad example for my munchkin. Fredward is an amazing young man who will only be held back by your constant and, let's face it, rather pathetic presence in his life. He deserves to be treated with dignity and respect- something you sorely lack. He certainly deserves better company than the likes of you." Marissa's eyes took on a malicious glint and a seemingly innocent smile darkened her features. "Speaking of, how is that Carly girl? Freddiekins speaks so highly of her. I hear she is on the honor roll this year." Freddie's mom bit out with deliberate force, attempting to squash any romantic hopes the stupid girl so clearly had. "Believe you me, Freddie doesn't need or want your criminal influence. Now, if you please, this is my house and I don't have to let you in it or anywhere near my Fredward."

With that, Marissa slammed the door in Sam's face.

Damn that woman sure took pleasure in calmly twisting the knife, didn't she? Sam was flabbergasted. She could not believe that… that woman! The conversation certainly had a negative effect on Sam's already abysmal mood. Pushing aside the small part of herself that found truth in Marissa's words she let out an indignant yell and stomped down the hall. It didn't matter what that woman did. Sam had her ways of getting to Freddie with or without Crazy's help. In fact, if Mrs. Benson knew what Sam was thinking, she would have probably called the cops instead of just kicking her out.

Sam's mouth twisted into a demented looking smirk as she started her ascent up the fire escape and toward "Freddie bear's" bedroom. Once she got onto the landing, she peaked into his window. There he was- face scrunched up in a somewhat adorable concentrated expression. Sam paused in her tirade, trying to get control over herself. Once she was sure she could hold her own she lightly tapped on the window in front of her. Freddie looked up confused. He saw Sam and a smug grin instantly lit up his face. He walked over and unlatched the window to allow his… friend? girlfriend? into the room.

"Well, well. Sam, if you wanted to see me you could have used the front door."

With unsurprising strength Sam shoved him, making him fall back onto his bed.

"I did you dipwad. Mommy Dearest didn't want the bad influence in her home and kicked me out. She ground out, practically spitting on him (but still careful to avoid repeating his mother's words in their entirety).

Freddie momentarily looked as angry as Sam felt. He tried to get up but Sam just shoved him back into the bed.

"Sam, she can't just do that. It's my life! She tries to control everyth-"

"Can it Benson, I'm not here to discuss your mommy issues." She snapped evenly.

"Well then why are you here, Sam?"

A look of realization came over his face and he sat up.

"Oh, you're here to finish what we started at Carly's aren't you?" he said gruffly, hooking his fingers into her belt loops and pulling her closer to him and the awaiting bed. "Want me to keep my promise? Is that why you're here?" he whispered seductively once she was close enough to hear him. He brought his mouth up to the spot just below her ear that drove her crazy, but she quickly stepped back and watched with satisfaction as he fell forward and onto the floor.

"What the hell, Sam? What was that for?" Freddie groaned, picking himself up off the floor and sitting back on the bed with a decidedly confused expression accompanying his annoyance.

"After what you did, you really think I would let you touch me again that easily? I'M the one in control here Benson. You can't just do whatever you want. Especially in front of our best friend! What if she had caught us? Huh? Did you even think about that? I just can't believe you! What would your MOTHER have said? And you know what, your galaxy wars sheets ARE dorky! Huh, what do you have to say to that? Mr. Cocky I-Can-Do-Whatever Man!" Sam was getting increasingly desperate and uncomfortable. Halfway through her admittedly unprepared and weak rant, Freddie developed a shit eating smirk and had yet to show even the slightest apologetic reaction to her words. He should be cowering by now! It threw her off and she didn't really know what to do about it, so she did the only thing she could think of to wipe that stupid grin off his stupid face. She walked up to him with determination and regained control. She full-on kissed him…- forcefully.

To say Freddie was surprised by the sudden turn of events would be an understatement, but he quickly recovered and began to kiss her back with enthusiasm. He moved to place his hands on her sides but she roughly shoved his hands away and tore her lips from his.

"No!" She growled out at him. "Mamma's in control this time."

"Sam, I-"

"Oh, just shut up, will you?"

Sam had just managed to shut up his feeble protests with another mind searing kiss when a knock sounded at his door.

"Freddie, dear… why is the door locked? I know you said you wanted to do it yourself but I folded your laundry for you anyways… Freddie?" The sound of the door knob jiggling was heard again and both Freddie and Sam were torn out of their panic induced frozen states. Freddie practically threw Sam off of him and onto the floor with a loud thunk. Sam didn't want to be caught by the overprotective freak show anyways so she didn't kick Freddie in the balls like she should have, instead she scrambled on hands and knees to crawl into his closest as Freddie rushed to open the door for his insistent mother, quickly adjusting the situation that had cropped up in his pants.

"Mom, I don't need you to do my laundry for me…"

Sam smirked at Freddie's uncomfortable situation.

"Well, that's not the only reason I am here. Now, here me out Freddie. That girl, Sam, came over and I have to say, I don't think you should be friends with a girl like that. She could cause a lot of trouble for you one day Fredward. I just don't want you to be influenced by that seemingly glamourous bad behavior. Now, I understand she may have things in her life that influence how she acts, but she has never shown me any indication that she wants to be better or that she could be better. Why not play with that neighbor of ours, Carly, right?" Despite years of reluctance on the subject, Marissa Benson had to admit she found nothing objectionable about the Shay girl anymore- better her than the Puckett slob. "She has always been extremely polite and I know for a fact that she also has a quite impressive GPA. Why couldn't you spend more time with her and less time with that other thing?..." Marissa Benson may have been adept in the subtle form of verbal war but this situation, she believed, called for a more direct approach, causing the spiteful and venomous words pouring out of her and slightly shocking her naïve son.

Sam's mouth was agape. She knew Marissa wasn't fond of her, but those words once again hit a little too close to home. Tears threatened to fall and Sam quickly rubbed at her eyes, wiping away the evidence of her weakness.

"Mom, where did all that come from? I can't believe you of all people would be so horrible to someone you barely know! I happen to like Sam and I don't appreciate you talking about her like that. She is one of my best friends. And ya know what?- intelligence isn't solely based on your stupid GPA. Sam is brilliant- the smartest person I know. Even if you can't see that in her school work, you can see it in the way she thinks through all the crazy problems we come across, or the way she comes up with ideas you could never dream up in a million years, or the way she can hold and keep up with a conversation about any topic you throw at her. She is simply brilliant. You just refuse to see it! I do hang out with Carly, I just don't have much in common with her anymore. She's still one of my best friends- I love her and her brother. And really, how much trouble can Sam get into with both Carly and I around? I'm not a little kid anymore. Now, thank you for doing my laundry, but I can't promise I won't hang out with Sam." Freddie stated with something akin to determination.

Marissa had seen that look before and knew it was the end of the discussion… for now. She was frankly shocked at the viciousness with which he defended his little friend.

"Fine. Well, I have a shift tonight so I won't be home until about 7, okay?" and with that she quickly retreated from the room, unknowing of the hurt she had caused seconds before.

Once they were both sure Mrs. Benson was gone, Sam reluctantly exited the closet. Freddie seemed to miss the slight devastation on Sam's face, instead opting for kissing her with passionate abandon. Sam surrendered to the feeling, refusing to let stupid emotions get in the way of her and Freddie. Trying hard to distract herself from the hurtful words Freddie's mom had casually tossed about, Sam once again regained domination in the situation.

She led Freddie to the bed and straddled his hips, lightly grinding into him while forcing her tongue into his mouth. He let out a loud moan and bucked his hips up slightly at the teasing contact. She could feel his hardness against the side of her thigh and it made her whimper into his mouth. Freddie brought his hands up to run his fingers through her hair but she grabbed both his wrists and brought them forcefully above his head, keeping them there with one small hand. Her other hand worked on the buttons of his polo shirt, drawing slow and light circles with her fingertips on the newly exposed skin. His pants were becoming increasingly uncomfortable and he tried to let her know this but she cut him off with an assault on his mouth and a slight movement of her hips. Sam lost herself in the passion. She never felt like this with anyone else- like she couldn't stand to not be touching him for more than a few seconds at a time. It terrified and excited her at the same time. She ground down onto Freddie, striving for the friction she needed. Her replacement boxers were already soaked through yet again and as she pushed her hips down into him he felt her wetness soaking through his jeans.

"Ahhhh. Shit." Freddie's strangled voice managed to choke out. He wasn't sure how long this would last if she kept it up. He was shocked at how ready he already was. Immediately after leaving Carly's he had to take care of a similar situation in his pants and now, only a short time after, he was already on the verge of cumming like some horny virgin. That's what Sam did to him. But if he didn't take control soon he would wind up with a very unsatisfied Sam Puckett- a dangerous prospect. Sam let out a yelp as one second she was in total control, straddling Freddie, and the next she was the one under Freddie and HER hands were secured firmly above her head by the surprisingly strong man she had grown to care for.

Sam giggled like a little school girl, a phrase she never thought would have applied to herself… EVER. But here she was, giggling away.

"What are you giggling at?! You're kinda making it hard to kiss you." Freddie said in slight annoyance.

"Since when did you get stronger than me Freddork? It seems not too long ago I was whoopin' your ass at arm wrestling." She continued her little giggle fest and Freddie snapped. With a dangerous and extremely sext glint in his eyes he whispered-

"I let you win."

Her giggles abruptly ceased. She looked at him in utter disbelief.

"No. No. That can't be true. You're always such a sore loser! No, you're making that up." She said, trying to convince herself.

"No. I've been able to beat you for over a year now. Sam, I let you win." He growled at her. "And now I'm going to fuck you until you can't walk straight for days."

Those words brought Sam crashing back around to the reason she had been mad at him in the first place.

"That's exactly what I'm talking about Freddie, like you can just do what you want and… and… be…"

She struggled to continue as Freddie started placing soft licks and nips all up and down the side of her neck. Currently, he was sucking on her collarbone and her thought process was lost among the whimpering sounds she was making. She wasn't mad anymore. She was to desperately horny to be angry with him. She'd settle for slightly perturbed. She had only been mad at the thought of giving up control, but with him… losing her control didn't seem too bad. She pushed away the thoughts telling her she couldn't trust him, that she couldn't trust this, and focused on the man in front of her.

She switched tactics, playing on the idea that he was bluffing when it came to his strength.

"Oh please, I could take you on any day Benson and you know it."

Freddie's lips were at her ear in a heartbeat and she shivered as she felt his breath on her.

"Go ahead and try."

Sam was shocked by his boldness and she began to doubt her own strength- something she never thought would happen in relation to the boy she had once pushed off a swing set in elementary school. Sam began to realize just how cut Freddie really was. She had always assumed it was more of a genetics thing than an actual muscles thing. But there was no way Sam could ever turn down a challenge so she looked him in the eye before sticking out her tongue and attempting to wriggle her body out from under his. He held her fast, pressing her body into the mattress, a victorious glint in his eye. Sam surprised herself. It was the sexiest thing she had ever seen in her life. It was a surprise because she had always assumed she'd be in constant control in bed. His hair was casually messy- no longer the boyhood perfection his mother used to insist upon. His jaw showed a hint of stubble, like he forgot to shave for a day or two. His chest was slightly sweaty with the effort of keeping Sam underneath him. And his arms… his arms had such strength! Despite this, they held her down with a gentleness she would have thought impossible in the current circumstances. Damn, she hadn't even had the chance to study the rest of him yet- they'd always been in pretty dark quarters during these events in the past. She found herself desperate to see and touch more of him, not even thinking of the fact that he had told her the truth when he said he had let her win.

"C-come on Freddie… please."

The fact that she gave up so easily shocked Freddie but he recovered quickly and was instantly moving his hands to the hem of her shirt slowly pulling it up, sliding his hands up her sides. This position gave Sam free use of her own hands once more, and, growing impatient, she ripped the shirt out of his hands and up and over her head, tossing it casually to some far flung corner of the room. Freddie then moved his hands to her thighs, pulling them apart and placing his body in-between her legs, thrusting his jean clad body into her boxer clad center. Freddie had almost forgotten how uncomfortable his jeans really were until that moment, so he swiftly unbuttoned them, pulling them down his legs in an awkwardly desperate fashion. He kicked them off to the side of the bed and returned his attentions to Sam.

She had been staring at him the whole time with a sharp gaze that went right through Freddie. He brought himself up to her lips while simultaneously hitching one of her knees up with him to get a better angle. Only their boxers were between them now. Sam placed her shaky fingertips at the edge of his boxers and started to pull them down, but Freddie pulled her away, knowing at this rate he'd be a goner the second she put her hands on him. Instead he started kissing a trail up her body starting at her belly button.

You. Are. So. Beautiful. Sam." He punctuated with each kiss. He looked up at her. "Do you know that?" And he went back to laying sweet and passionate kisses up her body.

"Hmmm" Freddie's voice vibrated against her skin. I think this is in the way." Freddie stated referring to her bra. Sam just nodded, letting out a gasp when he put both hands on the front of her bra and tore the thing in half, quickly getting the hindrance off of her body.

Instead of worrying about her now useless bra, all Sam could think about were Freddie's hands and lips on her. He focused his attentions on her right breast first, swirling his tongue around the nipple while his hand traveled down her body and pressed up into the fabric of her boxer shorts. She arched her back into his touch, barely suppressing the loud moan that wanted to escape her lips. He switched to the left side but this time he lightly tugged at her nipple with his teeth. She cried out, one hand gripped in the sheets while the other went to the back of Freddie's head to keep him where he was. He slowly swiped his tongue over her nipple after each bite, the gentle motion perfectly colliding with the rough nip. He dipped his head down into the valley between her breasts and swiped his tongue all the way up until he reached her lips, practically tongue fucking her mouth once he got there. Sam was becoming light-headed. She couldn't believe how amazing Freddie was at this. She knew for a fact he hadn't done this with any others, so where had the toe curling talent come from? It was because HE was the one doing it. But she couldn't tell him that. Too close to what a girlfriend would say- which she wasn't- at least, not according to their quasi-agreement.

She lost that trail of thought as he began to lightly nibble on her earlobe. His breath brushed against her skin-

"Oh god, Freddie." and she couldn't help the breathy slip of his name.

Freddie brought his lips right outside of her ear.

"There's no one I'd rather hear that from right now than you." He whispered.

"heh, ya except Carly maybe."

Sam's voice was barely audible, but Freddie still knew what he had heard. He very abruptly pulled back, looking at her with wide eyes.

"What?" Sam asked, not realizing that he had heard her.

"Sam… why would you think that?" he broached.

"Think what? What are you tal-" she faltered and shut her mouth, just realizing what he must be talking about. Sam slowly raised herself up onto her elbows, her eyes looking at anything but Freddie.

"I- I don't know what you're talking about Freddie. I- I- should go. Ya know?, let you get back to debate prep…" Sam stumbled over her words as she stumbled over her feet trying to reach the door with some semblance of dignity still intact.

Freddie stepped in front of her without even faltering. Sam felt particularly clumsy in comparison to his calm, collected actions.

"Sam," he growled. "What the hell did you mean by that?"

Sam wasn't one for sharing her thoughts and feelings. Ignoring them kept her strong. Hiding them was the safe option. It had never failed to protect her or the ones she cared about in the past. These days, though, sometimes she felt like hiding all of her secrets and feelings did more damage to her possibilities than good (specifically with Freddie). As terrifying as it was, it was time to take one small shaky step toward revealing her hidden and severely insecure self to him no matter how much she wanted to keep it all locked away from everyone, especially those she cared for. By the looks of it, Freddie wasn't letting her go anywhere without a truthful answer anyhow so she carefully sat back on the bed, still refusing to look him in the eye, and for once, she decided to speak the truth.

"Oh come on, Freddie. Everyone knows you've been in love with Carly since forever- practically since her first day. I remember it perfectly. She walked in to Ms. Breeland's class and as she passed your desk she dropped her pencil, you picked it up for her and from then on you've had a permanent puppy dog face around her. Let's face it, the only reason you're even with me is because you were hoping it would help you get closer to Carly. Well, looks like you hooked the wrong girl, huh?" Sam rambled, still keeping her gaze firmly down on her belly button and NOT on his face. Freddie was shocked. He didn't even know what to say. He just sat there staring at her, his eyes growing wider with each word she spoke.

"It's okay. I knew going into this… thing. And I know you said you were over Carly, but you loved her for so long, and maybe you do like me, but how could that ever compare to what you felt for Carly. I mean, you even said so yourself to Crazy earlier. You still love her. For me to think otherwise…-It's just ridiculous."

Freddie stood up and started pacing around his room. His brow was creased and he wore a slight frown. Sam still wouldn't look at him, keeping her eyes firmly averted toward Freddie's bedside table.

"You know what Sam, it is ridiculous."

A tear slipped down her cheek at his words.

"I know that Freddie. But I really am okay with it, I-"

"Dammit Sam let me finish."

Freddie stopped his pacing in front of her and sat on the bed.

"It's ridiculous that you would think that way. That thing with Carly… it wasn't love. That wasn't love, Sam. It was obsession maybe. I do love Carly, but like a sister. Ick, I can't even consider her as anything more anymore. I was stupid, and young, and I'm so happy none of it ever came to be because then I would be walking around thinking THAT is what love should be like." Freddie brought his finger up under her chin and forced Sam to look at him directly in the eyes. "I do NOT have any feelings for Carly. Do you hear me? Sam, I like YOU. I want you. I care about YOU. I-"

Sam threw her arms around his neck and attacked his mouth with her own, effectively cutting his speech short. Freddie was just happy Sam had cut him off before he said the three little words that would send her running…

* * *

 _AH! I know, I am absolutely awful! Believe me, I hate uploading a chapter to this smutty fic without much of the whole SMUT factor, but this just seemed like too good a place to leave it hanging. I PROMISE I won't take as long this time to upload a new chapter and it will be the smuttiest thing yet! Tell me what you think. I feel a little weird about it because it felt like a lot of internal babbling on Sam's part. I don't know… anywho, let me know! Btw, do you guys think I should extend the story out even further because at this point, I'm only really planning on ending it after the next chapter- which is mostly just smut. Do you guys want to hear more about Carly and Mrs. Benson and maybe Spencer or even Brad or Gibby? I also don't quite think Sam got her revenge. Doesnt look like she will in the next chapter either, but maybe if I continue I'll add some belated revenge plotting on her part. She seems to do a lot better (and not let her emotions get the best of her) when she has time to consider and prank accordingly. As they say, revenge is a dish best served cold. Oh, one more thing. Looking for a beta reader for my other fic! I need some fresh eyes to take a look. PM me!_


End file.
